Inner Demon
by Shadowblade217
Summary: An unusual choice of Halloween costume by one Sunnydale High School student results in the unleashing of one of the world's most infamous vampires upon Sunnydale. One-shot.


**Disclaimer: I do not own **_**Buffy the Vampire Slayer**_** or **_**Hellsing**_**.**

.

_**Inner Demon**_

_London, headquarters of the Hellsing Organization…_

In the darkened, stone-walled vault beneath the expansive manor, he sat alone in the dark, glancing quietly around. His normally red eyes were closed, their usual glow hidden.

Alucard, the No-Life King, reclined in his chair, his eyes closed in meditation. This was his usual way of spending time between missions, combating the boredom that so often plagued him.

Halloween night had always been a source of amusement and irritation for him. The humans, trying their hardest to pretend they weren't afraid of the things that lurked in the dark, disguising themselves as something they were not to mask the fear within.

On one level, it fascinated him. On another, it annoyed him that they could be so naïve. Then again, humans, as a general rule, were not particularly interesting to him. The only time he found them entertaining was when they tried to fight him, and he watched them die.

Halloween, however, was different. He would sometimes wander the streets of London by himself, observing the countless costumed humans filling the city. They always seemed so innocent, so small.

Alucard smiled faintly to himself. _They have no idea what's out there. They huddle together to protect themselves from the dark, but they would be helpless if they ever came face-to-face with a real monster._

He chuckled, the sound echoing through the darkened chamber. _I suppose that's why they have me._

As he let himself relax again, slowly sinking deeper into his meditation, the Vampire King suddenly became aware of an unusual sensation, like an electric charge running through his mind and body. His limbs seemed to be growing heavier, but his breathing sped up.

As Alucard mentally recoiled in surprise, his mind began to blur, a swirl of colors filling his senses as the sensation of electricity crackling through him grew stronger and stronger.

He was shifting… becoming…

.

_Sunnydale, California…_

Halloween night in Sunnydale, an allegedly quiet town in California, was usually a peaceful affair. Normally, due to their distaste for the holiday, the various monsters, vampires and demons that inhabited the town remained hidden on Halloween night, so they wouldn't have to mingle with all the costumed humans.

On this particular Halloween, however, something was very different.

It had been caused by a human, amusingly enough. Specifically, a man named Ethan Rayne, who held a certain fascination for darkness and chaos magic. In his guise as the owner of a costume store, he had cast a powerful curse on the costumes. As soon as it came into effect, this curse began causing those who wore the costumes to become whatever they had chosen to dress as, whether that was a monster, a princess, or anything else one could think of.

What Ethan hadn't known, however, was that one ordinary student at Sunnydale High, who originally hadn't been planning to go out trick-or-treating at all, had decided on the last day before Halloween that he wanted to try to have some fun this Halloween. To that end, he'd found a costume in the store that he thought would be perfect for Halloween: Vlad Tepes, the original Count Dracula.

However, as it turned out, the real Vlad Tepes was still very much alive… albeit in a different form. And when Ethan's curse was activated, it locked onto the link between that student's choice of costume and the living creature who had been the subject of said costume.

As the student walked along the sidewalk, idly humming to himself, a sudden gust of wind swept past him, ruffling his tousled dark hair. He adjusted his oversized red hat, part of the costume he'd chosen: the rest of it consisted of an elaborate red cravat, black pants and shoes, orange-lensed sunglasses, and an oversized red coat.

Abruptly, the student doubled over with a gasp, clutching at his stomach as he felt a sudden, inexplicable surge of pain sear through his body. It felt like a fire had just been lit in his stomach, and it was sending bolts of searing agony through him.

His head suddenly snapped up and back, as his muscles flexed, rippling and bulking up beneath the costume he'd chosen. His height increased, as well; he shot up by at least a foot in height, his black hair growing out down the back of his head and down to his shoulders. His limbs elongated, his arms becoming almost unnaturally long, and his teeth sharpened into jagged fangs. His eyes lit up, glowing a brilliant blood-red, and black smoke swirled around him.

Then, as suddenly as the transformation had begun, it was over. The student – or, rather, the thing that he had become – doubled over again, gasping and inhaling deep breaths of air. He straightened up, blinking in confusion and looking around.

"What… just happened?" he muttered to himself, his voice now much deeper than before. "Where the hell am I?"

Suddenly, the distinctive sounds of screaming and gunfire cut through the night, coming from somewhere nearby. The tall man smirked to himself in anticipation, before turning and starting down the street towards the source of the noise.

.

Willow Rosenberg gazed around in a mixture of horror and confusion. One moment, everything was normal and happy; the next, everything had gone horrifically wrong. Several of the kids she was supervising had somehow transformed into hideous monsters, attacking an elderly woman and each other. And, as if that weren't bad enough, then Willow herself had passed out… and woken up again a few seconds later by _standing up out of her own dead body_. Apparently, whatever had happened to the kids (somehow turning into their costumes) had happened to her too. And, since she'd been wearing a ghost costume, she had become an actual ghost.

The sound of gunfire echoed down the block, drawing her attention to a man standing in the middle of the street. He was wearing green military fatigues, and was armed with some kind of assault rifle, with which he was currently firing at several "monsters" that were charging down the nearby sidewalk.

To Willow's astonishment, she recognized him immediately.

"Xander?" she called out as she ran towards him. "Xander, it's me, Willow!"

Xander Harris initially ignored her, continuing to fire after the fleeing creatures. When she yelled at him again, however, he whipped around, aiming the rifle at her. To her surprise, he showed no signs of recognition. "I don't know any 'Willow'," he said coolly.

"Xander, seriously, quit messing around! This is no time for jokes!"

His serious, hard expression didn't change. "What the hell's going on here?"

Her eyes widened. "You really don't know me?"

Xander sighed, lowering his rifle and slinging it over his shoulder. "Lady, I suggest you find cover."

"Wait!" Willow protested, holding up her hands to block his path as he tried to walk away… but they were both very surprised when, instead, he walked straight through her. They both spun to face each other again, eyes wide in shock.

Xander immediately raised his rifle again. "What are you?" he demanded flatly.

"Xander, listen to me," Willow pleaded. "I dressed up as a ghost for Halloween, and… now I _am_ a ghost. And you dressed up as a soldier, so… now, I guess you're a real soldier."

He raised an eyebrow. "You expect me to believe that?"

A moment later, what looked like a young woman, only with fangs and a jutting forehead and cheekbones, staggered out of the shadows under one tree. Xander leveled his gun at her, but she noticed immediately, and snarled at him before turning and hurrying away.

"Hey!" Willow yelled, blocking his path. "No guns! That's still a little kid in there!"

"Step out of the way!" Xander snapped.

"_No guns!_ That's a order!"

After a tense moment of silence, Xander lowered his gun. "All right," he said grudgingly. "I won't shoot them."

A moment later, a thunderous _boom_ echoed down the block, and they both whirled just in time to see one of the nearby monsters blasted off its feet.

"What the hell?" Xander breathed, looking down the street to where the source of the noise had emanated from.

Willow looked too, and her eyes widened in shock and fear.

Coming up the middle of the street, directly towards them, was an incredibly tall man dressed in a red hat and a long red trenchcoat. His eyes were the only thing visible of his face; they were glowing red, twin spots of red light beneath the brim of his hat. In each hand, he carried a handgun that would be better described as a miniature cannon.

"Get behind me," Xander ordered, leveling his own rifle at the tall man. This time, Willow complied.

The man continued his unhurried approach until he was standing right in front of them, gazing down calmly at the two of them. With a swift, businesslike sweep of his arms, he pulled back his coat and holstered both oversized handguns on his waist.

"Military," he said matter-of-factly. His voice was oddly sensual to Willow's ears, a deep, smooth baritone. "Excellent." He raised a hand carelessly. "Stand down, soldier. I'm not your enemy."

Xander kept his rifle up. "Sorry," he retorted, "but I don't make a habit of trusting people I don't know anything about."

The tall man shrugged. "Fair enough. Very well, then: I represent a top-secret government organization known as Hellsing, based in London. Based on your accent, I'd say we're currently in America. Am I correct?"

"Well, if you really want to know, we're in a town called Sunnydale, California," Willow blurted out before she could stop herself.

"California." The man chuckled. "I've always wanted to go there for some reason, but I never had the opportunity." He frowned. "Who are you, little girl?"

"Hey!" Willow said indignantly. "For your information, buster, my name is _Willow_, not '_little girl_'! And I'm quite possibly the only person in this town who can explain how you got here."

"Willow." The man smiled, as if he liked the way that name sounded. "Little tree." He shook his head. "All right. How did I get here, then?"

"Well, my best guess is, you're not actually here," Willow answered, somewhat nervously. "Some of the people out here are somehow turning into whatever costume they were wearing. I was wearing a ghost costume, so now I'm actually a ghost." She waved her hand through Xander's torso again to demonstrate, causing him to flinch. "And Xander was wearing a military uniform, so he turned into a soldier. I guess someone must've been wearing a Halloween costume of you…" Her eyes flicked up and down, taking his full height into account as he loomed over her and Xander. "…Whoever you are… so, when whatever's causing this started happening, the person who was wearing the costume turned into you."

He appeared to be thinking that over. "So, you're saying there's some sort of magical curse on these costumes, and whoever wears one became whatever they chose to masquerade as?"

She nodded. "Yeah, that's basically it."

The tall man tilted his head, smiling faintly. "Interesting."

_Well, this beats a lonely, boring night off_, he thought to himself. _Though I am somewhat irritated that some little brat tried to dress up as me for Halloween_.

Xander frowned. "Sorry to cut in, but… what's your name? Just curious: I need something to call you."

"No problem at all, soldier." The man smirked. "Call me Alucard."

For some reason, Willow felt a chill when she heard that name. Shaking it off, she turned to Xander. "Look, Xander, I know you don't remember me, but I need you to trust me. We need to find…" Glancing away as she spotted a flash of pink, she gasped in excitement. "Buffy!"

Sure enough, there was the Slayer, walking slowly down the sidewalk in her pink princess costume and glancing about curiously. Willow immediately ran over to her, with Xander close behind. Alucard, having nothing better to do, trailed after them, curious about who this "Buffy" was.

Willow came to a halt in front of Buffy, placing a hand on her shoulder. "Buffy?" she asked gently. "Are you okay?"

Before Buffy could say anything, a pair of snarls echoed down the street, as two more monsters appeared from the shadows on the other side of the street and started towards them. Xander and Alucard each raised their guns and took aim.

"This could be a situation," Xander muttered.

"Buffy, what do we do?" Willow asked.

Instead of responding, Buffy fainted.

.

With a few quick shots, Alucard and Xander sent the pair of monsters scurrying away. Alucard had considered pursuing them, but he decided against it, as this girl Willow might be the only one who could help him figure out what had happened to him and how to get home.

"Buffy, are you all right?" Willow asked. She was kneeling beside the other girl, Buffy, who was currently lying against a tree after having recovered from her faint.

The other girl, Buffy, frowned. "What?" she asked.

"Are you hurt?" Xander put in.

"Buffy, are you hurt?" Willow pressed.

Buffy sat up, frowning. "Buffy?"

"She's not Buffy," Willow said in realization.

"Who's Buffy?" Xander and Alucard spoke up simultaneously.

"Oh, this is fun," Willow muttered to herself, before turning back to Buffy. "What year is this?" she asked, deciding that she should establish exactly who Buffy had turned into.

"Ah… 1775, I believe," Buffy managed weakly. Xander offered her a hand and took hers, helping her to her feet. She looked around, confused. "I don't understand. Who… who are you?"

"We're friends," Willow assured her.

Buffy frowned. "Friends of whom? Y-your dress… Everything is strange! How did I come to be here?"

"Breathe, okay, breathe!" Willow urged her. "You're gonna faint again."

At that point, Buffy noticed Alucard towering behind Xander. She flinched when she looked at his red eyes. "Who… is that?" she whimpered.

"Prince Vladimir Tepes, my lady," Alucard said smoothly, dropping to one knee and bowing his head in a gesture of respect. "At your service."

Hesitantly, Buffy nodded slowly, a faint smile creeping around the edges of her lips. "It's a pleasure to meet you, my lord," she replied.

"And mine as well, my lady," Alucard replied, smirking as he stood up to his full height.

Willow groaned. "Okay, no. Just _no!_ We do not have time for this right now, got it?"

The tall man shrugged. "Whatever you say, little tree."

As she looked around at the chaos unfolding everywhere, Willow's eyes widened in confusion. "How are we supposed to get through this without the Slayer?" she whispered.

Xander frowned. "What's a Slayer?"

Alucard's head snapped around as if yanked by a chain. "Did you just say _Slayer_?" he questioned. "As in, _the _Vampire Slayer?"

"Uh… yeah, I did." Willow pointed reluctantly to Buffy. "Most of the time, that's her."

The tall man's eyes widened behind his sunglasses. "_She's_ the current Slayer?" He chuckled to himself. "Oh, this is just too good."

Willow blinked. "Wait, _you_ know what the Slayer is?"

"Of course," Alucard replied casually. "It's my job to deal with all sorts of supernatural creatures and other threats: that means I have to be aware of all the dangers I may one day face. That includes the Slayers."

A moment later, he was interrupted as another monster burst out from behind a nearby tree, roaring as it raised its clawed hands to attack.

Alucard immediately drew his oversized pistols, aiming at the creature, but Willow immediately yelled "_No!_ Don't shoot them; that's still just a kid!"

"You seem to be under the impression that I care," Alucard shot back.

"Come on, _please!_" she pleaded.

After a moment, he sighed. "Fine." Moving with incredible speed, he stepped forward, one fist smashing across the creature's face and flooring it instantly. A second punch knocked it out cold.

Xander's eyes widened, clearly impressed with Alucard. "I'd suggest we get inside before we come across anything else," he said.

At that moment, Buffy began repeatedly screaming "A demon!" All three of the others turned, to see that she was pointing frantically at a car that was approaching down the street.

"That's not a demon," Willow informed her. "It's a car."

Buffy, who was now hiding behind Xander, looked up at her. "What does it want?" she inquired shakily.

"Is this woman insane?" Xander asked.

"She's… never seen a car," Willow explained.

He stared at her in disbelief. "She's never seen a car?"

"She thinks she's an English noblewoman from 1775," Alucard remarked offhandedly. "When would she have seen a car in 1775?"

After a second's pause, Xander shrugged. "Good point." He glanced over to Willow. "And you're a ghost?"

"Yes!" Willow exclaimed. "Now let's get inside, please!"

"I just want you to know that I'm taking a lot on faith here." Xander looked up and down the street, keeping his gun at the ready. "Where do we go?"

"Is your home nearby?" Alucard asked Willow.

She shook her head. "No, but…" Then her features lit up in a smile. "Okay, I know a place."

.

Xander carefully opened the back door of Buffy's house and stepped inside, scanning the room. "All clear," he announced. Willow and Buffy followed him into the room. Lastly, Alucard entered, although he had to duck slightly to fit through the doorway, and closed the door behind him.

"Hello?" Willow called. "Mrs. Summers?" When there was no response, she sighed in relief. "Good, she's gone."

"Where are we?" Buffy asked.

"Your place," Willow explained. "Now we just need to…" She was interrupted by a banging sound coming from the front door. She and Xander made their way over to check it out.

Alucard, meanwhile, was examining the girl Buffy as she paced around the kitchen.

_So _this_ is the newest Slayer_, he thought to himself. _Interesting: I wouldn't have pegged her for the type, although I suppose that's just the costume. I must confess, I'm intrigued to see what she's like normally…_

As he watched, the girl found a framed photo sitting on a table and picked it up. She frowned in surprise. "This… this could be me!" She held the picture out to him. Alucard took it, to see a girl that looked almost exactly like this one, except with straight blonde hair instead of curly dark hair and wearing modern clothes.

"I think this _is_ you," Alucard replied.

"It is," Willow confirmed as she walked over, leaving Xander guarding the front door. "Buffy, don't you remember at all?"

"No!" Buffy retorted. "I… I don't understand any of this! This is some other girl!" She put the picture back on the table. "I would never wear this… this low apparel. And I don't like this place, and I don't like you, and I just want to go home!"

Alucard groaned audibly, rubbing his forehead. "And now I remember why I hated women so much back in the 18th century," he muttered to himself.

Willow sighed. "She couldn't have dressed up like Xena?"

As Xander looked through the small windows in the door, his eyes widened in shock. He pulled away, just as a clawed hand smashed through the glass, reaching for him as he hurriedly raised his gun.

"Not a civilian!" Willow yelled.

"Affirmative!" Xander shouted back, firing a concentrated burst of bullets through the broken window.

"Hey! What did we say?!" she snapped.

Lowering his gun, Xander turned in her direction. "'Big noise scares monsters', remember?" he quipped.

Willow nodded. "Right. Got it."

The sound of a woman screaming reached them at that moment. Xander looked out again, and his eyes widened. "Damn it!" he hissed, opening the door and sprinting outside, closing the door behind him. Alucard swiftly crossed the room and stood by the door in his place, readying one of his handguns.

"Surely he'll not desert us!" Buffy reasoned in a fearful tone, huddling close to Willow.

Willow, for her part, just shook her head. "Whatever."

A few seconds later, a girl whom Alucard didn't recognize burst into the room, dressed in what he recognized as a cat costume. Xander followed her, closing the front door behind him and locking it.

"Cordelia!" Willow exclaimed, hurrying forward to make sure the girl wasn't hurt.

The other girl – Cordelia, Alucard assumed – stared at Willow in confusion. "What's going on?" she demanded.

"Okay, your name is Cordelia, you're not a cat, you're in high school, and we're your friends," Willow explained. "Well, sort of."

The girl scowled. "That's nice, Willow. And you went mental when?"

Willow frowned in surprise. "You know us?" she asked.

"Yeah, lucky me," Cordelia commented sardonically. "What's with the name game?"

"People are turning into their Halloween costumes," Alucard explained simply. Cordelia jumped back in shock when she saw him seated in an armchair in the corner of the living room, leaning back against the wall.

"Um… sorry, who is _that?_" she asked Willow quietly.

"Call me Alucard," the vampire informed her with a smirk before Willow could say anything.

"A lot's going on," Willow added.

Her attention diverted from Alucard, Cordelia scoffed. "Yeah, no kidding. I was just attacked by Jo-Jo, the Dogfaced Boy. Look at my costume!" She showed them a torn sleeve on her outfit. "Do you really think that Partytown's gonna give me my discount back? Not likely."

To Willow's surprise, Xander removed his jacket and placed it around Cordelia's shoulders. "Here," he said.

After a moment of surprise, Cordelia shrugged. "Thanks."

"Okay, you guys stay here while I get some help," Willow said. "If something tries to get in, just fight it off."

"But… it's not our place to fight," Buffy replied. "Surely some men will protect us?"

Cordelia blinked at Buffy. "What's that riff?"

"It's like amnesia, okay?" Willow explained. "They don't know who they are. Just sit tight." Without waiting for a response, she headed for the door.

"Who died and made her the boss?" Cordelia muttered.

Then, to everyone's astonishment, Willow walked straight through the wall next to the front door.

Alucard smirked. "I think she did." He rose elegantly to his feet. "Well, I've had enough sitting around for one night. I'm going with her: she might need help, and you two ladies have the soldier here to protect you." He nodded to Xander. "Keep them safe."

"Understood," Xander acknowledged.

Alucard nodded, and then walked straight through the wall in the same manner as Willow, disappearing from view. Xander flinched, but retained his composure this time.

Cordelia inhaled deeply. "I think I need to sit down," she managed, sinking onto the couch.

.

Xander carried a chair over from the dining room and placed it against a table that they'd used to cover the window. "You!" he called to Cordelia. "Check upstairs. Make sure everything's locked up."

Cordelia nodded, somewhat reluctantly, and walked up the stairs to the second floor.

"Surely there's somewhere we can go?" Buffy suggested. "A safe haven?"

"The lady said stay put," Xander reminded her.

"You would take orders from a woman?" She frowned. "Are you feeble in some way?"

Xander's eyes narrowed. "Ma'am, in the Army we have a saying. Sit down and shut the… whoa!" He'd caught sight of a picture on the floor, and bent down, picking it up. It showed the ghost girl from earlier, the girl sitting across from him, and himself, all wearing casual civilian attire.

"She must be right," he reasoned. "We must have some kind of amnesia." It made sense: he certainly didn't remember taking that picture.

"I don't know what that is, but I'm certain I don't have it," Buffy stated with certainty. "I bathe quite often!"

Xander held up the picture so she could look at it. "How do you explain this?"

She examined the picture briefly, but shook her head. "I don't. I was brought up a proper lady… I wasn't meant to understand things. I'm just meant to look pretty, and then someone nice will marry me. Possibly a Baron." A dreamy expression came onto her face. _Perhaps someone like that nice Prince Vladimir_, she thought to herself. _He, at least, seems to be of noble birth_.

"This ain't no tea party, princess," Xander retorted. "Sooner or later you're gonna have to fight."

"Fight these low creatures?" She sniffed, folding her arms over her chest. "I'd sooner die."

"Then you'll die."

At that moment, a tall guy with spiky dark hair entered the room. His eyes widened when he saw them, and he sighed in relief. "Oh, good, you guys are all right. It's total chaos out there!"

Xander and Buffy both stared at him, nonplussed.

"Who are you?" they asked.

.

Rupert Giles was having a rather ordinary night. He'd been going through some files at the Sunnydale High School library, when the sounds of distant yelling and sirens had reached his ears. He looked up, frowning, but then shrugged and returned to his work.

Abruptly, Willow walked straight through the wall in front of him. Giles gasped, jumping back in shock and sending the cards flying.

"Hi," Willow greeted him.

Giles stared at her for a second, his normally loquacious mind silenced. "I… ah… huh…"

A moment later, a towering figure in a red coat strode through the wall behind Willow, and Giles almost fell flat on his back. This time, the expression on his face was one of absolute shock, mingled with fear.

A powerful hand, at the end of an unnaturally-long arm, reached down, taking Giles's limp hand and lifting him to his feet with ease. "I apologize for startling you," the man said, thinly veiled amusement in his voice. "I can be a little… surprising when I use that method of travel." He shook Giles's hand. "My name is Alucard. A pleasure to meet you." His lips curved in a dark smile.

What little color had been remaining on Giles's face vanished.

.

"Okay, does somebody want to fill me in?" Angel asked.

"Do you live here?" Xander inquired.

"No, and you know that. Buffy?" Angel turned to Buffy, who flinched. "I'm lost here. You…" He frowned. "What's up with your hair?"

"They don't know who they are, everybody's turned into a monster, Willow went off to find Giles with some freakishly tall guy in a red trenchcoat, it's a whole big thing," Cordelia explained casually as she entered the room. She beamed at Angel. "How are you?"

Before Angel had a chance to say anything, the lights in the house went out. Buffy grasped Cordelia in fright.

Cordelia glanced at the other girl and sighed. "Do you mind?"

Buffy obediently released her and backed away.

Xander turned to Angel, issuing orders. "You take the princess and secure the kitchen." He pointed to Cordelia. "Catwoman, you're with me."

Cordelia followed Xander, while Angel started towards the kitchen. Buffy, however, hung back. "But… I don't want to go with you," she protested. "I-I like the man with the musket!"

Angel gently took her arm. "C'mon," he told her.

Reluctantly, Buffy followed him. "Do you have a musket?"

They entered the kitchen, to see that the back door was hanging open.

"I didn't leave that open," Angel muttered suspiciously. He walked forward, keeping Buffy behind him, and closed the door. A moment later, Buffy screamed, and he whirled around to see that a vampire had burst out through the basement door. Buffy had promptly slammed the door on him, but the vampire was pushing it open.

Lunging forward, Angel grabbed the vampire by the neck and yanked him out of the doorway, slamming him to the floor and grappling with him. "A stake!" he called over his shoulder.

"A what?" Buffy asked.

"_Get me a stake!_" Angel hollered.

Looking frantically through the kitchen drawers, Buffy quickly found a large knife on the counter. She turned around, just as Angel yelled "Hurry up!" and turned his head to face her. His face was monstrously distorted; he'd shifted into his true vampiric appearance without realizing it.

Buffy let out a terrified scream, turned and ran. She opened the door and dashed outside.

"Buffy, no!" Angel yelled in dismay.

.

Back at the library, Willow and Giles were going over the archives, searching for anything that might have to do with the mysterious transformation. Alucard, meanwhile, was wandering through the library, scanning for any threats and idly flipping through some of Giles's texts (more out of boredom than actual interest).

"I don't even know what I'm looking for," Willow protested as she stared at one of the books, which was open to a page covered in various hieroglyphics. "Plus, I can't turn the page."

"Well, all right, let's, ah… let's review," Giles said, entering from the storage space with a stack of papers. "Um… so everybody became, ah, whatever they were masquerading as?"

"Right," Willow confirmed. "Xander was a soldier, and Buffy was an 18th-century girl. And, I guess…" She glanced over to where Alucard was running his fingers idly over the side of a shelf as he paced. "Some guy out there decided to dress up as whatever he's supposed to be, so they turned into him."

Alucard paused, turning towards her. "_Whatever he's supposed to be?_" he repeated, frowning. "For your information, I am a _vampire_, and I deserve to be called such. I've certainly earned the title."

Giles stared at her for a moment. "Willow… do you have any idea who that is?"

"Um… not really." Willow frowned. "He said his name's Alucard. Does that mean something to you?"

Alucard chuckled upon hearing this. "It should." His glowing red eyes shifted behind his sunglasses, focusing on Giles. "I'm assuming you do know who I am, based on your reaction to my name."

Giles nodded, a trace of fear in his eyes. "Yes… yes, I do. I just… to be honest, I wasn't sure you actually existed."

The tall man shrugged. "Fair enough. Many people would share that opinion." He sighed, turning to Willow. "All right, then. I shall explain who I am, little tree. But pay attention, because I'm only going to do it once."

Willow nodded. "Um… all right."

"Good." Alucard sat in a chair, leaning back casually. "Now, let's see if you can figure it out. When I met your friend, the Slayer, how did I introduce myself?"

Momentarily confused, Willow blinked. "Um… I think you said your name was Prince Vladimir, or something like that."

"Vladimir Tepes, yes." He smiled. "Or, as I was more often called, _Vlad_ Tepes."

"Right…" Willow said slowly.

"And," he added, "my assumed name – the one I usually go by, these days – is Alucard, spelled A-L-U-C-A-R-D." A look of amusement was etched on his face. "Spell that backwards."

Willow thought for a moment, turning it over in her head. _Alucard… so, spelled backwards, that'd be… D-R-A…_

As she finished spelling out the name, she actually gasped.

Alucard chuckled. "I think she knows now."

Willow's lips moved silently for a moment, before she spoke, unable to believe the identity of the man standing before her.

"You're… you're _Dracula?_ Like, the _real_ Dracula?"

Alucard smiled, bowing his head. "Indeed. I believe you can understand now why your elder fears me so much." He casually indicated Giles.

Her eyes widened in alarm. "So… you're a vampire? Well, that kinda makes sense, I guess… but you don't look anything like the vampires I've seen before. And the vampires here definitely can't walk through walls."

"That," Alucard declared, "is because the so-called 'vampires' you have in this town, little tree, are not _true_ vampires. They're trash, demon-spawn. They can't withstand sunlight, silver, religious symbols, or anything of that sort; they have no regeneration ability whatsoever, and can be killed easily by something as trivial as a decapitation or a stake to the heart; and they don't have nearly the strength, speed, or durability to fight someone like me." His eyes blazed. "_I_, on the other hand, am a _real_ vampire. A true Nosferatu, as you would know the term. None of the limitations I just described apply to me: I can regenerate from practically nothing, summon forth familiars to do my bidding, and I am immune to all the traditional weaknesses of vampires." The hellish red glow faded somewhat, and his lips curved in a smile. "Fortunately for you, I am on your side."

Willow swallowed, her throat suddenly feeling dry. _If he's really that powerful…_ She nodded, almost mechanically. "And… you're still alive today? In the present day, I mean?"

"Well, that depends." Alucard considered. "What year is it?"

"Uh… 1997."

"Then yes." He nodded. "As a matter of fact, a couple of hours ago, I was taking a peaceful nap in London, and suddenly I was standing in the middle of the street, a few blocks away from where I met you." He raised an eyebrow. "So, the key question is: how did I get here?"

"Well," Willow reasoned, "like I said, I'm guessing someone accidentally dressed up as you for Halloween, and then, when whatever this is happened, that person actually turned into you."

"Yes," Giles added. "If… if we can figure out how to cancel out the spell, then all those who have been transfigured should return to normal." He looked over to Alucard. "I would assume that you would be expelled from the body of whoever chose to wear that costume, and you will return to whatever location you were at before."

Alucard considered this, then nodded. "All right, then. How do we cancel out this spell? Find whoever cast it and kill them?"

Giles frantically shook his head. "No, definitely not. Killing the caster _might_ cancel out the spell's effects… but it could just as easily make them permanent. We need to find the caster, yes, but we need to force them to reverse the spell, not kill them. Then all those who changed into their costumes should become their usual selves." He looked over at Willow, this time with an inquisitive expression on his face. "And, by the way, Willow… what costume were you wearing, exactly?"

Willow frowned, gesturing to herself. "I'm a ghost!"

"Ah, yes." Giles nodded. "Um… the ghost of what, exactly?"

Willow looked down at herself, and defensively covered her bare midriff with her arms. "Well, this is nothing," she stammered. "You should've seen what Cordelia was wearing: a unitard with cat things, like… ears and stuff."

Giles's eyes widened. "Good heavens! She-she became an actual feline?"

"No, she –" Willow paused. "She was the same old Cordelia… just in a cat costume."

"She didn't change?"

"No…" Willow took a step away, considering. "Hang on…" Her eyes widened in realization. "Partytown! She told us she got her outfit from Partytown."

"And I take it that's not where your costume came from?" Alucard put in, standing up.

She shook her head. "No, we all got ours at a new place. Ethan's."

Alucard grinned. "Then I suggest we go there and talk to the man who sold you those costumes."

.

Angel, Xander and Cordelia hurried down the street, looking for Buffy. In case any monsters showed up, Xander had his assault rifle out and ready.

"Are you sure she came this way?" he asked.

"No," Angel said tersely, glancing from side to side.

"She'll be okay," Cordelia assured him.

The vampire shook his head. "_Buffy_ would be okay. Whoever she is now, she's helpless. Come on!" He increased his speed, and the other two hurried to keep up with him.

Behind a nearby tree, the blonde vampire Spike had been listening in on their conversation. He smirked, turning to face his newly acquired minions. "Do you hear that, my friends?" he said gleefully. "Somewhere out here is the sweetest meat you've _ever_ tasted. And all we have to do is find her first."

.

The door of Ethan's Costume Shop wasn't locked. It would have been a fairly easy matter to open it quietly and enter the store subtly.

Alucard wasn't big on subtlety.

The door crashed inward, knocked off its hinges by a single kick from the Nosferatu. Alucard strode into the room, his Casull handgun out and ready. Willow and Giles nervously followed behind him.

"Whoever's in here, show yourself!" Alucard commanded. No one responded.

"Guys?" Willow spoke up, drawing their attention. She pointed towards the back of the store, where the curtains for the back room were partially open.

Alucard hung back, keeping his attention focused on the entrance to make sure no monsters showed up, while Giles and Willow entered the back room.

At the center of the room was a stone statue on a platform. Its three eyes glowed with an eerie green light.

"Janus," Giles murmured. "A Roman mythical god."

"What does it mean?" Willow inquired.

"Primarily," he replied, "the division of self. Male and female, light and dark…"

"Chunky and creamy," another male voice interrupted. As he spoke, the man emerged from the shadows, revealing himself to be the same man who had sold the costumes to Willow, Buffy and Xander. He smiled. "Oh, no, sorry: that's peanut butter."

Giles stared at the man wide-eyed, as if he'd seen a ghost. "Willow, get out of here, now," he ordered.

"But…" she started.

"Now!"

Hesitantly, she obeyed, ducking back out through the doorway.

Now left alone, Giles and the other man exchanged glances.

"Hello, Ethan," Giles said coolly.

Ethan smiled. "Hello, Ripper."

.

Xander burst around the corner of an alley, just in time to see a man who'd clearly transformed into a pirate cornering the princess. He instinctively lunged, tackling the pirate to the ground. Yanking the bastard to his feet, he landed a solid punch to his face and another to his gut.

Meanwhile, Cordelia and Angel hurried over to Buffy, who was cowering in a corner.

"Buffy!" Cordelia called. "Are you okay?"

Buffy turned upon hearing her voice, but then cried out in fear and shrank back upon seeing Angel.

Cordelia scowled. "What's your deal? Take a pill!"

"He's… he's a vampire!" Buffy gasped.

Cordelia sighed, glancing at Angel, who was watching the ongoing fight between Xander and the pirate. "She's got this thing where she thinks…" She rolled her eyes. "Oh, forget it." She turned back to Buffy. "It's okay," she reassured the other girl in a gentle voice. "Angel is a _good_ vampire. He would never hurt you."

Buffy slowly straightened up. "Really?" she inquired.

"Absolutely," Cordelia confirmed. "He's our friend."

Angel started over to help Xander. Before he could get there, though, Xander finished the fight with a solid punch to the pirate's jaw, knocking him backwards into a pile of boxes that collapsed on top of him. The pirate lay under the wreckage, out cold.

"It's strange," Xander muttered to Angel, "but beating up that pirate gave me a weird sense of closure."

At that moment, Willow appeared at the end of the alley, running towards them. "Guys!" she shouted.

"Willow?" Angel replied, confused.

"Guys, we've gotta get inside!" Willow warned them. Sure enough, just as she said this, Spike strode around the corner, followed by half a dozen various monsters.

Xander's eyes widened. "We need a triage!"

"This way!" Angel ordered, pointing in the other direction. "Find an open warehouse!"

Xander nodded, lifting his rifle. "Ladies, we're on the move!"

Angel lifted Buffy in his arms and followed Xander, with Cordelia and Willow in tow. At the far end of the alley, Spike and his monsters followed swiftly in pursuit.

.

Ethan smirked, examining Giles. "What? No hug? Aren't you pleased to see your old mate, Rupert?"

"I'm just surprised I didn't guess it was you," Giles retorted. "This Halloween stunt stinks of Ethan Rayne."

"Yes, it does, doesn't it?" Ethan commented thoughtfully. "Don't wish to blow my own trumpet, but it's glorious. The very embodiment of 'Be careful what you wish for'."

Giles's eyes narrowed. "It's sick, brutal, and it harms the innocent."

"Oh, and we all know that you are the champion of innocents and all things pure and good, Rupert," Ethan mocked. "It's quite a little act you've got going here, old man."

"It's no act; it's who I am."

"Who you are? The Watcher, sniveling, tweed-clad guardian of the Slayer and her kin?" Ethan chuckled. "I think not. I know who you are, Rupert, and I know what you're capable of." He raised an eyebrow. "But they don't, do they? They have no idea where you come from."

Giles glared coldly at him. "Break the spell, Ethan. Then leave this place and never come back."

Ethan smiled, spreading his arms. "Why should I? What's in the bargain for me?"

"You get to live," Giles said flatly. "You have no idea the kind of power you're toying with.

"Oh, Rupert, you're scaring me."

"Actually," a deep voice chimed in, "I think that's my department."

Giles and Ethan both whirled to the doorway, their eyes widening in fear.

Alucard towered in the doorway, a cruel smirk on his face. "Good evening, Ethan Rayne. My name is Alucard, better known as Vlad Dracula or the Impaler Prince." His smile widened, exposing his fangs. "I believe you understand now what your friend here meant."

The look on Ethan's face was one of absolute horror.

.

As the group fled down the alley, Angel noticed an open warehouse. "Over here!" he called to the others.

Xander nodded, pushing the door open, and they all ducked inside.

"Check and see if there are any other ways in!" Xander yelled as he closed the heavy metal doors.

Angel gently set Buffy back on her feet next to Cordelia. "Just stay here," he instructed, before slipping away to check for any other doors.

The sound of someone pounding on the door alerted them that the monsters had reached their warehouse. Xander, who had placed several barrels in front of the door, now heaved a large grate onto the door to hold it in place.

Meanwhile, Buffy was holding tightly to Cordelia, who groaned in annoyance. "Oh, faboo, more clinging."

Xander placed another grate onto the barricade, just as the monsters managed to pry open the door and began shoving against it. "Go!" he shouted to the others.

Angel, Buffy, Cordelia and Willow started running again, while Xander continued to hold the grating until the monsters began to overpower him. Releasing his hold on it, he ran off as the monsters smashed the barricade aside.

.

"Alucard," Giles said hesitantly to the vampire, "would you please go help the others? I can handle this."

The vampire considered this for a moment, but eventually nodded. "Very well." Shadows enveloped him, and he vanished. Giles and Ethan both flinched at his abrupt departure.

After a couple of seconds, Ethan managed to speak. "Was that…"

"Yes, it was," Giles said. "Your idiotic little stunt summoned _the Impaler Prince_ to this town, not to mention all of those other creatures. _That_ is why you're going to tell me how to break the spell. Because, if you don't, the next time I won't stop him from tearing you limb-from-limb."

"Ooh, scary."

"Tell me," Giles gritted through clenched teeth, "_how to stop the spell_."

"Say 'pretty please'."

Giles's response was a vicious punch to Ethan's gut, followed by a second punch to his face that knocked the other man off his feet.

.

Back at the warehouse, Spike and his monsters had caught up to the group. Several of the monsters had restrained Xander, Angel and Cordelia. Willow, being a ghost, couldn't be caught by the monsters, but she also couldn't touch anyone, and therefore couldn't help the others.

Spike wasn't interested in them: he was walking slowly forward, focused entirely on Buffy as she backed frantically away from him, trembling.

"Look at you," he purred. "Shaking, terrified, alone. Lost little lamb."

By this point, Buffy had backed up against a crate, unable to go any further. Spike slapped her across the face with a backhand, and she gasped in pain.

Spike laughed. "I love it."

"Buffy!" Angel yelled, struggling with his captors.

Spike grasped Buffy by the throat, forcibly tilting her head back, and then took hold of her hair with one hand, before leaning slowly down towards her neck.

Suddenly, there was a rush of air, and a hand seized the neck of the monster that was holding Cordelia, yanking it away from her and tossing it halfway across the warehouse. Cordelia spun around, and gasped, stumbling back a step in shock.

"Are you all right?" Alucard asked, now standing over her.

"Uh… yeah, yeah, I'm fine," Cordelia stammered.

Spike had turned away from his intended meal when he heard the noise. Now he, and everyone else in the warehouse, was just gawking at the sight of Alucard's towering figure.

Xander seized the opportunity to pull free of his captors, elbowing one of them in the chest and punching the other in the face. They turned, snarling at Alucard, and charged. The vampire grinned, welcoming the challenge. However, he did remember what Willow had instructed: don't kill the monsters.

Fine. He could do that.

Laughing, Alucard ducked under one monster's swing, then landed an open-palmed strike to its chest, launching it backwards. His other fist swung up, landing a stunning uppercut that knocked the other monster off its feet. A solid downward punch to the monster's face knocked it unconscious.

Xander snatched up his rifle, turning towards Spike.

"Now, that guy you _can_ shoot!" Willow called to him.

Xander nodded, raising his gun, but Spike was faster and turned, yanking Buffy in front of him as a shield and holding her pinned there by her hair. "Nice try, soldier boy," he taunted. "Try to shoot me and she dies."

Angel found himself released as the two monsters holding his arms ran to join in the attack on Alucard. Despite not using his guns, the No-Life King was handling himself remarkably well against all five monsters, laughing madly as he fought.

Xander gritted his teeth, keeping his gun trained on Spike as Angel ran up to support him. _Damn it!_ he raged internally. _What the hell are we supposed to do?_

.

Ethan crashed to the floor, having been on the receiving end of a vicious beating from Giles. "And you said the Ripper was long gone," he wheezed.

"_Tell me,_" Giles snapped as he kicked Ethan solidly in the kidney, "_how to stop the spell!_"

"Janus," Ethan gasped. "Break its statue."

Realizing immediately what he meant, Giles turned to the three-eyed statue of Janus on the pedestal and, with an effort, lifted it over his head.

With a grunt of effort, he hurled the statue onto the stone floor, causing it to shatter into hundreds of pieces.

.

The standoff between Xander, Angel and Spike was broken by a sudden gust of wind. Xander lifted his rifle, his eyes widening in shock as he saw that it had transformed back into a plastic toy.

"What the…?" he murmured incredulously.

The sound of children crying echoed through the warehouse, and they turned to see that the five monsters Alucard had been fighting were sitting up. Their monstrous appearances had resolved into human faces covered by masks, as their bodies had returned to the appearances of children and students.

Spike frowned, gazing at his transformed minions. He pulled on Buffy's hair to pull her up, but his eyes widened when, instead, he pulled away a wig of dark, curly hair. He looked down in confusion, to see that Buffy's normal blonde hair had returned underneath.

Buffy grinned. "Hi, honey. I'm home." She promptly smashed a punch into Spike's face, knocking him off-balance and forcing him to release his grip on her, before kicking him in the chest and knocking him back into the wall.

A cry of pain drew the others' attention. Xander turned and gasped in shock.

While everyone else had reverted to normal, Alucard was still there. However, his body was warping and distorting, black smoke enveloping him as his limbs contorted. His eyes blazed red, and he let out a roar of pain.

"What's wrong with you?" Cordelia cried as she hurried forward.

"This human's body is… rejecting my spirit!" Alucard spat, his fangs making a grinding noise as they continuously retracted and extended. "But I'm real, unlike the subjects for the other costumes, so it's taking longer for this human to revert to normal."

A yell and an enraged snarl drew their attention back to Buffy and Spike, who were continuing their increasingly one-sided fight a few yards away. Spike had grabbed a loose pipe and was swinging it at her like a baseball bat, but Buffy seized it and wrenched it out of his hands. She swung the pipe, which cracked against his jaw, and then jabbed him in the stomach, causing him to double over in pain.

"You know what?" Buffy said with a smile. "It's good to be me." With that, she swung the pipe upwards, catching Spike under the chin and snapping his head up and back, flooring him. He snarled at her, hate in his eyes, and then scrambled away, heading for the door. Buffy dropped the pipe, watching him go.

"So that's… the Slayer," Alucard hissed through his pain. "Hopefully… I'll be able to meet her… properly… someday." He grinned, and then his form seemed to rip apart into a cloud of swirling black smoke. The smoke swirled for a moment, and then dissipated into the air with a flash of red light, revealing a human figure lying facedown where Alucard had been.

The figure, a young man with tousled dark hair, sat up, grasping his forehead in pain. "Ow," he muttered.

Cordelia and Xander walked over to the guy, just as he looked up at them. Despite the fact that he was wearing a downsized version of Alucard's clothes, they recognized him immediately.

"_Jonathan?_" they asked in astonishment.

Jonathan Levinson looked up at them, blinking and rubbing his eyes. "Um… yeah. What's… what's going on?"

.

"Hey, Buff," Xander greeted the Slayer, walking over to her. "Welcome back."

Buffy smiled. "Yeah, you too."

"You guys remember what happened?" Cordelia asked.

Xander nodded. "It was way creepy. It's like I was there, but I couldn't get out."

"Yeah, I know the feeling. This outfit's totally skintight." Cordelia examined her outfit, checking to make sure nothing was torn.

"But I _do_ remember it," Xander mused, ignoring what she'd said. "Which is weird, considering that Jonathan couldn't remember anything."

"Well, Alucard probably didn't _let_ him remember anything," Angel reminded them. He shivered. "Was that… _really_ him?"

Cordelia frowned. "You know that guy?"

"We haven't met, but I know him by reputation." There was fear in Angel's eyes. "And, trust me: if anything I've heard about him is true, we're lucky he's gone." His fearful expression faded as he refocused on Buffy. "Are you okay?"

She smiled. "Yeah, I'm fine."

Angel mirrored her smile, placed an arm gently around her shoulders and led her away.

"Hello?" Cordelia called after them. "It _felt_ like I was talking; my lips were moving, and…"

Xander shook his head, watching them go. "Give it up, Cordy. You're never gonna get between those two. Believe me, I know."

Cordelia sighed. "Well, I guess you'd better get them back to their parents." She indicated the group of kids.

"Yeah." Xander suddenly frowned as he realized something, looking around. "Where's Willow?"

.

Willow opened her eyes and sat up, to realize that she was sitting on the porch of the house where her group of kids had been trick-or-treating when the spell had first taken effect. She pulled the sheet that she'd been using as a ghost costume off, crumpled it up, and tossed it into a trash can near the porch.

Smiling to herself, she wandered off down the street, heading back to meet up with her friends as the moon shone down overhead.

.

_Hellsing Organization Headquarters, London_

Walter C. Dornez, butler to the Hellsing Organization, frowned as he heard the sounds of raucous laughter emanating from Alucard's vault. A few moments later, the vampire swept out of the vault, falling into step with Walter.

"Something the matter, sir?" Walter inquired.

The No-Life King smirked to himself. "If you'd be so kind, Walter, I'd like whatever information you could find about a town called Sunnydale, California."

**_To be continued…_**

.

_A/N: Hello, everyone! Shadowblade217 here, and I'd like to thank all of you for reading this one-shot! Now, there will be a sequel to this story: it will be a full-length story rather than a one-shot like this one, and will take place during Season 4 of __**Buffy the Vampire Slayer**__. That should be a pretty good story once I've gotten around to it, so keep an eye out for that! If you guys don't think Alucard had enough to do in this one-shot, that's fine: don't worry, he'll get many more chances to be awesome in the sequel, not to mention that the sequel will feature other characters from __**Hellsing**__ as well._

_See you all later! :)_


End file.
